8-K

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934


Date of Report (Date of earliest event reported): November 4, 2010


The Knot, Inc.
(Exact Name of Registrant as Specified in its Charter)

Delaware	0-28271	13-3895178
(State or other Jurisdiction of Incorporation)	(Commission File Number)	(I.R.S. Employer Identification No.)

462 Broadway, 6th Floor, New York, New York	10013
(Address of Principal Executive Offices)	(Zip Code)

Registrant's telephone number, including area code:  (212) 219-8555

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

⃞ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

⃞ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

⃞ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

⃞ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 2.02.          Results of Operations and Financial Condition.

On November 4, 2010, The Knot, Inc. (“The Knot”) issued a press release announcing its financial results as of and for the three and nine months ended September 30, 2010.  A copy of The Knot’s press release announcing these financial results is attached as Exhibit 99.1 hereto, and is incorporated by reference into this report. The information included in this Current Report on Form 8-K (including Exhibit 99.1 hereto) that is furnished pursuant to this Item 2.02 shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that Section or Sections 11 and 12(a) (2) of the Securities Act of 1933, as amended. The information contained in this Item and in the accompanying Exhibit 99.1 shall not be incorporated by reference into any filing of The Knot, whether made before or after the date hereof, regardless of any general incorporation language in such filing, unless expressly incorporated by specific reference into such filing.

Item 9.01.          Financial Statements and Exhibits.

          (d) Exhibits.  The following documents are included as exhibits to this report:

                   99.1       Press Release dated November 4, 2010.

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

		THE KNOT, INC.
		(Registrant)
Date:	November 4, 2010	By:	/s/ JOHN P. MUELLER
			John P. Mueller
			Chief Financial Officer

EXHIBIT INDEX

99.1 Press Release dated November 4, 2010.

EX-99.1

Exhibit 99.1

The Knot Reports Third Quarter 2010 Financial Results

Advertising Growth Continues with Online Up 4% and Publishing Up 5%

Conference Call Today at 4:30 p.m. ET Dial-In (866) 430-3457 (ID# 21437880)

NEW YORK--(BUSINESS WIRE)--November 4, 2010--The Knot, Inc. (NASDAQ: KNOT, www.theknot.com), the premier media company devoted to weddings, nesting, and babies, today reported financial results for the third quarter and nine months ended September 30, 2010.

Third Quarter 2010 Summary Results

Online advertising and publishing both showed solid growth in the third quarter 2010 versus last year. Online sponsorship and advertising revenue grew 4% versus the prior year’s third quarter, as national online advertising grew 6% and local online advertising grew 3%. Publishing and other revenue increased 5% compared to the third quarter of 2009. The solid gains in online advertising and publishing were offset by the anticipated decline in registry services revenue and merchandise revenue which were primarily the result of the change in the Macy’s relationship announced last January. As a result, total revenue for the quarter was $27.3 million, down 3% from $28.2 million in the third quarter of 2009.

For the quarter ended September 30, 2010, the Company’s operating income was $1.8 million compared to operating income of $1.6 million in the third quarter of 2009.

For the quarter ended September 30, 2010, the Company’s net income was $1.1 million or $0.03 per basic and diluted share, compared to net income of $771,000 or $0.02 per basic and diluted share in the third quarter of 2009.

The Company’s balance sheet reflects cash and cash equivalents of $135.9 million and the Company has no debt.

“Strong demand for online and print media across all our brands created great momentum in the third quarter, and we are particularly encouraged as we anticipate year over year growth trends in our most profitable businesses—online national and local advertising—to accelerate into the fourth quarter,” said Chief Executive Officer David Liu. “In the past few months we have introduced a range of exciting new programs and partnerships that we expect to catalyze growth in virtually all our businesses in 2011.”

Recent Developments

• We created an in-house Custom Publishing Group to sell white-label and co-branded media products for major marketers looking to introduce branded content offerings. We have already signed agreements to create custom publications for two major national retailers.
• As part of a major media buy, we recently sold approximately 1,200 local profiles to a national retailer who was looking to promote individual locations through our local directories. The profiles will go live in January 2011, and the contract is for one year. We continue to speak to national and regional chains about promoting their locations in our local market directories.
• Our new group-buying platform, called WeddingChannel.com Deals from The Knot, launched in August and will offer local and national deals to our online audience of brides. The program will be rolling into additional markets in early 2011.
• In August, we launched a partnership with Wedding Paper Divas to sell their Wedding Stationery through The Knot Wedding Shop. The program will introduce brides to the shop much earlier in the wedding planning process, and introduces an exciting new product offering to complement our range of personalized favors, gifts, and wedding supplies.
• Diapers.com launched as a baby registry search partner on TheBump.com in July. Diapers.com is an exciting addition to The Bump Baby Registry Search tool because it is a favorite e-commerce site and popular registry destination among today’s moms.
• In October, we launched The Knot Weddings Magazine for the iPad. The application elevates the experience of flipping through a magazine to also include a large embedded community, enhanced scrapbooking and social networking capabilities, and hundreds of photos and videos that provide brides with a close-up, behind-the-scenes look at all the wedding details to help them plan their wedding.
• In July, we launched an hour-long Chinese television program that airs in prime time on Friday nights. The show has nationwide distribution and is the beachhead of our strategy to introduce our brand to millions of Chinese consumers. The initial response to the show had been tremendously positive.

Third Quarter and Year-to-Date 2010 Financial Highlights

• For the nine months ended September 30, 2010, The Knot reported net revenue of $85.4 million and net income of $2.1 million or $0.07 per basic and $0.06 per diluted share as compared to net revenue of $81.4 million and net income of $1.2 million or $0.04 per basic and diluted share for the nine months ended September 30, 2009. Net revenue increased 5% for the nine months ended September 30, 2010, compared to the same period in 2009.

• National online revenue was $5.8 million and $17.5 million for the three and nine months ended September 30, 2010, respectively, compared to $5.4 million and $15.2 million for the corresponding periods in 2009.
• Local online revenue was $8.9 million and $26.7 million for the three and nine months ended September 30, 2010, respectively, as compared to $8.7 million and $25.9 million for the corresponding periods in 2009.
• Merchandise revenue from the sale of wedding supplies was $7.1 million and $22.4 million for the three and nine months ended September 30, 2010, respectively, as compared to $7.5 million and $20.7 million for the corresponding periods in 2009. The e-commerce acquisition completed in May 2009 accounted for approximately $2.3 million in revenue growth during the first four months of 2010.
• Gross profit margins approximated 80% and 78% for the three and nine months ended September 30, 2010, compared to 78% and 79% for the corresponding periods in 2009.
• Operating expense was $20.0 million and $63.0 million for the three and nine months ended September 30, 2010, respectively, as compared to $20.4 million and $61.7 million for the corresponding periods in 2009.
• Stock-based compensation expense was $1.0 million and $3.1 million for the three and nine months ended September 30, 2010, respectively, as compared to $1.1 million and $3.2 million for the corresponding periods in 2009.
• Net cash provided by operating activities was $7.6 million for the nine months ended September 30, 2010, while capital expenditures amounted to $2.1 million for the same period.

Conference Call and Replay Information

The Knot will host a conference call with investors at 4:30 p.m. ET on Thursday, November 4, 2010 to discuss its third quarter 2010 financial results. Participants should dial in (866) 430-3457 Reference #21437880 at least 10 minutes before the call is scheduled to begin. Participants can also access the live broadcast over the Internet on the Investor Relations section of the Company’s website, accessible at www.theknot.com/investor-relations. To access the webcast, participants should visit The Knot website at least 15 minutes prior to the conference call in order to download or install any necessary audio software.

A replay of the webcast will also be archived on the Company’s website approximately two hours after the conference call ends. A replay of the call will be available at (800) 642-1687, conference ID #21437880.

About The Knot, Inc.

The Knot, Inc. (NASDAQ: KNOT; www.theknot.com), is the premier media company devoted to weddings, pregnancy, and everything in between, providing young women with the trusted information, products and advice they need to guide them through the most transformative events of their lives. Our family of premium brands began with the industry’s #1 wedding brand, The Knot, and has grown to include WeddingChannel.com, The Nest and The Bump. Our groundbreaking community platforms and incomparable content have ignited passionate communities across the country. The Knot, Inc., is recognized by the industry for being innovative in all media -- from the web to social media and mobile, to magazines and books, television and video. For our advertisers and partners, The Knot, Inc., offers the consummate opportunity to connect with our devoted communities as they make the most important decisions of their lives. Founded in 1996, The Knot, Inc., is made up of four major revenue categories: online sponsorship and advertising, registry services, merchandise and publishing. The company is publicly listed on NASDAQ (KNOT) and is headquartered in New York City.

This release may contain projections or other forward-looking statements regarding future events or our future financial performance. These statements are only predictions and reflect our current beliefs and expectations. Actual events or results may differ materially from those contained in the projections or forward-looking statements. It is routine for internal projections and expectations to change as the quarter progresses, and therefore it should be clearly understood that the internal projections and beliefs upon which we base our expectations may change prior to the end of the quarter. Although these expectations may change, we will not necessarily inform you if they do. Our policy is to provide expectations not more than once per quarter, and not to update that information until the next quarter. Some of the factors that could cause actual results to differ materially from the forward-looking statements contained herein include, without limitation, (i) our online wedding-related and other websites may fail to generate sufficient revenue to survive over the long term, (ii) our history of losses, (iii) inability to adjust spending quickly enough to offset any unexpected revenue shortfall, (iv) delays or cancellations in spending by our advertisers and sponsors, (v) the significant fluctuation to which our quarterly revenue and operating results are subject, (vi) the seasonality of the wedding industry, (vii) our expectation that we will generate a lower level of revenue from the Macy’s relationship in 2010 compared to 2009, (viii) our expectation of a decline in WeddingChannel.com membership and traffic to the WeddingChannel.com online shop as a result of the termination of the old Macy’s registry services agreement, (ix) the dependence of WeddingChannel.com’s registry services business on third parties, and (x) other factors detailed in documents we file from time to time with the Securities and Exchange Commission. Forward-looking statements in this release are made pursuant to the safe harbor provisions contained in the Private Securities Litigation Reform Act of 1995.

The Knot, Inc.
Consolidated Balance Sheets
(in thousands)
	September 30,			December 31,
	2010			2009
	(Unaudited)			(Audited)
Current assets:
Cash and cash equivalents	$	135,858		$	94,993
Short-term investments		-			36,498
Accounts receivable, net		10,242			8,704
Accounts receivable from affiliate		973			444
Inventories		4,094			2,708
Deferred production and marketing costs		914			685
Deferred tax assets, current portion		2,441			2,441
Other current assets		3,972			2,948
Total current assets		158,494			149,421
Property and equipment, net		5,761			6,148
Intangible assets, net		8,978			10,341
Goodwill		37,750			37,757
Deferred tax assets		20,591			20,588
Other assets		1,047			620
Total assets	$	232,621		$	224,875
Liabilities and stockholders’ equity
Current liabilities:
Accounts payable and accrued expenses	$	10,527		$	8,861
Deferred revenue		11,543			10,190
Total current liabilities		22,070			19,051
Deferred tax liabilities		3,506			3,504
Other liabilities		125			214
Total liabilities		25,701			22,769
Stockholders’ equity:
Common stock		343			337
Additional paid-in-capital		212,108			209,440
Accumulated deficit		(5,531	)		(7,671	)
Total stockholders’ equity		206,920			202,106
Total liabilities and stockholders’ equity	$	232,621		$	224,875

The Knot, Inc.
Consolidated Statements of Operations
(in thousands, except share and per share amounts)
	Three months ended September 30,
	2010			2009
	(Unaudited)			(Unaudited)
Net revenue:
Online sponsorship and advertising	$	14,701		$	14,122
Registry services		2,196			3,445
Merchandise		7,083			7,462
Publishing and other		3,302			3,144
Total net revenue		27,282			28,173
Cost of revenue		5,441			6,179
Gross profit		21,841			21,994
Operating expenses:
Product and content development		5,526			5,010
Sales and marketing		8,483			8,116
General and administrative		4,792			4,786
Depreciation and amortization		1,207			2,489
Total operating expenses		20,008			20,401
Income from operations		1,833			1,593
Loss in equity interest		(63	)		(19	)
Interest and other income, net		21			93
Income before income taxes		1,791			1,667
		692			896
Provision for income taxes
Net income	$	1,099		$	771
Basic earnings per share	$	0.03		$	0.02
Diluted earnings per share	$	0.03		$	0.02
Weighted average number of common shares outstanding:
Basic		32,934,000			32,162,000
Diluted		33,642,000			33,361,000

The Knot, Inc.
Consolidated Statements of Operations
(in thousands, except share and per share amounts)
	Nine months ended September 30,
	2010			2009
	(Unaudited)			(Unaudited)
Net revenue:
Online sponsorship and advertising	$	44,146		$	41,162
Registry services		5,851			8,144
Merchandise		22,443			20,737
Publishing and other		12,914			11,318
Total net revenue		85,354			81,361
Cost of revenue		18,404			17,313
Gross profit		66,950			64,048
Operating expenses:
Product and content development		16,778			15,244
Sales and marketing		26,325			23,775
General and administrative		15,976			15,008
Depreciation and amortization		3,947			7,670
Total operating expenses		63,026			61,697
Income from operations		3,924			2,351
Loss in equity interest		(275	)		(19	)
Interest and other income, net		106			613
Income before income taxes		3,755			2,945
		1,615			1,771
Provision for income taxes
Net income	$	2,140		$	1,174
Basic earnings per share	$	0.07		$	0.04
Diluted earnings per share	$	0.06		$	0.04
Weighted average number of common shares outstanding:
Basic		32,637,000			32,045,000
Diluted		33,589,000			33,038,000

CONTACT:
The Knot, Inc.
Laura Cave, 212-219-8555, ext. 1012
Corporate Communications Manager
IR@theknot.com